Capital Enhancement

Leased Financial Indtruments

Leased financial instruments, such as bank guarantees (BGs), standby letters of credit (SBLCs), and medium-term notes (MTNs), are intricate financial tools utilized primarily for credit enhancement purposes. They serve as a bolstering mechanism for the lessee's creditworthiness in the eyes of third parties. This enhancement of credit stature facilitates transactions that might otherwise be hindered by a lack of trust or insufficient credit history.

1. Credit Enhancement: The primary utility of leased instruments lies in their ability to augment the perceived credit quality of entities. By leveraging the financial strength of the issuer, lessees can negotiate more favorable terms in transactions. Leased financial instruments, by virtue of embodying a commitment from reputable financial institutions, can significantly elevate a company’s standing in the eyes of potential partners and creditors. This elevation in perceived creditworthiness is not merely superficial but facilitates tangible benefits such as improved terms of credit, access to larger financing volumes, and a broader spectrum of business opportunities.
2. Trade Transactions: In international trade, where the inherent risk is pronounced, leased instruments can serve as a guarantee for payment, enabling smoother and more secure trade operations. In the realm of global commerce, where the risk of non-fulfillment of contractual obligations looms large, leased instruments act as a beacon of financial reliability. They assure sellers of the buyer’s financial integrity and the seriousness of their procurement intentions, thereby lubricating the wheels of commerce across borders.
3. Project Financing: Enterprises embarking on large-scale projects may utilize these instruments to demonstrate financial viability and secure funding from lenders. The path to realizing large-scale projects, often beset with financial uncertainties, can be smoothed by presenting leased instruments as evidence of financial robustness. They serve as a testament to the project initiators’ ability to meet financial obligations, thus attracting investment and facilitating loan approvals from financial institutions.

Inherent Limitations for Direct Financial Applications

The fundamental limitations of leased instruments in direct financial activities, like securing loans or their direct sale, stem from their intrinsic legal and financial design.

Such instruments confer upon entities only an appearance of financial solidity, not actual ownership of assets. The rights provided to the lessee are primarily usufructuary, allowing usage without transferring ownership. This characteristic significantly diminishes their appeal to financial institutions, which prefer collateral offering undeniable ownership to safeguard against defaults.

Essentially, leased instruments, by virtue of being leased rather than owned, restrict the lessee from selling or using them as unencumbered collateral. The lack of direct ownership prevents their acceptance as direct collateral by financial entities, due to the murky legal avenues in the event of lessee default. Thus, they do not grant the lessee rights to the underlying assets, limiting both their liquidity and utility in direct financial dealings.

Risks for the Lessor

1. Credit Risk: The issuer of a leased instrument bears the risk that the lessee (taker) may leverage the instrument in a manner that jeopardizes the issuer’s financial standing or creditworthiness, particularly if the lessee fails to fulfill their obligations under the terms of the lease.
2. Reputational Risk: Should the lessee misuse the instrument or engage in fraudulent activities, the issuer faces the potential for reputational damage, which can adversely affect their standing in the financial market and lead to a loss of trust among clients and partners.
3. Regulatory Risk: Issuers must navigate a complex regulatory landscape. There’s a risk of non-compliance with international financial regulations, which can result in penalties and sanctions.

Risks for the Lessee

1. Cost Risk: The financial burden of leasing instruments, including fees and charges, can be substantial. If the lessee’s anticipated financial or operational gains from using the instrument do not materialize, they face a significant cost risk.
2. Operational Risk: The lessee relies on the issuer to fulfill their part of the agreement, especially in terms of honoring the instrument’s intended use. Any failure or delay can impede the lessee’s operations or financial strategies.
3. Market Risk: Changes in the financial market can affect the value or utility of the leased instrument, potentially diminishing its effectiveness as a tool for credit enhancement or securing financing.

Superiority of Repurchase Agreements (Repos)

In contrast, a repurchase agreement (repo) entails the actual sale of securities with an agreement to repurchase them at a later date, at an agreed price. This transaction confers a clearer legal and operational framework, including the transfer of ownership, albeit temporarily, which circumvents the aforementioned limitations associated with leased instruments. 

1. Transfer of Ownership: The pivotal advantage of repos lies in the actual transfer of ownership of the securities involved. The act of selling securities with a promise to repurchase them introduces a clear, temporary transfer of ownership. This not only satisfies the lender’s requirement for tangible collateral but also provides a layer of security that leased instruments cannot offer. In the event of a counterparty default, the lender is not embroiled in complex legal battles over rights to theoretical assets but holds real, marketable securities. 
2. Regulatory and Market Acceptance: The established regulatory framework and widespread market acceptance of repos enhance their attractiveness. They are perceived as less risky by financial institutions, which can mitigate counterparty risk through the possession of the underlying securities. The repo market benefits from robust regulatory support and market infrastructure, making repos a cornerstone of short-term financing among financial institutions. This infrastructure supports a liquid market where securities can be quickly rehypothecated or sold, providing lenders with multiple avenues to manage and mitigate risk.

Risks for the Seller

1. Counterparty Risk: In a repo, the seller (giver) temporarily transfers ownership of securities to the buyer (taker). If the buyer defaults or faces insolvency, the seller risks losing their securities or encountering difficulties in reclaiming them.
2. Market Risk: The agreed-upon repurchase price may not reflect the current market value of the securities at the time of repurchase, especially in volatile markets. This can lead to financial loss for the seller if the market value of the securities decreases.
3. Liquidity Risk: The need to repurchase the securities at a future date requires that the seller have sufficient liquidity. Any constraints on liquidity at the time of repurchase pose a risk.

Risks for the Buyer

1. Collateral Risk: The value of the securities received as collateral may decline over the term of the repo, potentially leaving the buyer inadequately covered in case of the seller’s default.
2. Reinvestment Risk: The buyer of the repo, holding the securities for the duration of the agreement, may face challenges in finding suitable, profitable reinvestment opportunities for these assets.
3. Operational Risk: Complexities in managing and administering repos, including ensuring the safekeeping and return of securities, introduce operational risks. Inadequate risk management practices can exacerbate these risks.

Find here the Master Repurchase Agreement, Global Master Repurchase Agreement, Master Securities Loan Agreement and Master Securities Forward Transaction Agreement.